October 8, PHILIPPINE STOCK EXCHANGE Listing and Disclosure Department Exchange Road, Ortigas Center, Pasig City

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1 October 8, 2010 PHILIPPINE STOCK EXCHANGE Listing and Disclosure Department Exchange Road, Ortigas Center, Pasig City Attention: Ms. Janet A. Encarnacion Head, Disclosure Department Subject: Vista Land & Lifescapes, Inc.: SEC Form 10.1 Gentlemen: Please find SEC Form 10.1 Notice of Exempt Transaction in relation to the Company s issuance of Dollar Bond filed with the Securities and Exchange Commission today. Very truly yours, BRIAN N. EDANG Officer-in-Charge

2 VISTA LAND & LIFESCAPES, INC. 8 October 2010 Name of issuer whose securities are being offered for sale or sold Date SECURITIES AND EXCHANGE COMMISSION SEC FORM 10.1 NOTICE OF/APPLICATION FOR CONFIRMATION EXEMPT TRANSACTION Check Applicable Box: Application for Commission s confirmation of availability of exemption Notice of Exempt Transaction 1. State the provision of Section 10.1 of the Code under which exemption is based: SRC section 10.1(l) 2. Information about the securities for which this Notice/Application has been filed: (a)title of class of securities being offered for US$ Guaranteed Notes sale/sold (b) Form of payment Cash (c) Number and price/value of the securities being US$100,000, offered for sale/sold (d) Are any of the issuer s securities listed on the Yes Philippine Stock Exchange and, if so, describe Common shares, Trading price as of 7 October 2010: which class is listed and latest trading price. P3.33 (e) Are the securities traded on any other trading market and, if so, disclose latest trading price (f) Capital structure as of the date prior to this issuance: 1) Authorized capital stock, par value, number of shares and amount 2) Subscribed capital stock, number of shares and amount 3) Unissued shares 3,461,259,386 Authorized capital stock: Par value: P1.00 Number of shares: 12,000,000,000 Amount: P12,000,000, Subscribed capital stock: Number of shares: 8,538,740,614 Amount: P8,538,740, Additional information about the securities where this Notice/Application is filed by the issuer thereof: (a) Exact name of issuer as specified in its charter Vista Land & Lifescapes, Inc. (b) Place (province, country or other jurisdiction of Las Piñas, Philippines; 28 February 2007 incorporation) and date thereof (c) SEC Identification Number CS (d) BIR Tax Identification Number (e) Address of principal office 3 rd Level Starmall Las Piñas, CV Starr Avenue, Pamplona, Las Piñas City (f) Issuer s telephone number, including area code (02) / (02) / (02) (g) Former name or former address, if any, since filing of last report with the SEC (h) Are any of the issuer s securities listed on the Yes Philippine Stock Exchange and, if so, describe which Common shares, Trading price as of 7 October 2010: class is listed and latest trading price. P3.33 (i) Other securities registered with the Commission None. under the Revised Securities Act or the Securities Regulation Code (title of each class, number of shares)

3 SEC Form 10-1 Date: 8 October 2010 (j) Describe any other offer for sale/sale of securities by the issuer for the last 12 months for which exemptive relief from registration was claimed under RSA or Section 10.1 of the Code. This should include the basis of exemption, class of securities, amount and number of investors. (k) Name of underwriter or selling agent involved in the sale None. 4. If securities are being sold by the owner thereof, please disclose: (a) Name of Selling Owner or Owner s Representative (b) Date of acquisition and from whom (issuer, another person) (c) Price of securities when acquired 5. Terms and Conditions of the Sale: (a) Date and place of initiation of selling efforts (or proposed date and place of sale if prior confirmation is requested) (b) Unless being sold by the issuer or the owner, please disclose name of person selling the securities and his authority (c) Lock-Up Period (d) Summary of other terms and conditions of the sale. 30 September 2010; Offered primarily offshore and, to a limited extent, to qualified buyers in the Philippines Interest will be payable semi-annually in arrears. The Notes will be issued in registered form in the denomination of US$100,000 each or in integral multiples of $1,000 in excess thereof. The Notes will be unsecured and will be the direct, unconditional and unsubordinated obligations of the Company. 6. Information about purchasers For Applications for Confirmation: Check if purchasers are existing stockholders and indicate the number of existing stockholder/s. Check if purchasers are new investors not exceeding 19 and indicate the number of new investor/s. (Note: A list containing the information required under this item shall be filed within 30 days from receipt of confirmation of exemption.) 2

4 For Notice of Exemption (Provide the following information:) (a) Name, address and legal residence of each purchaser, and indicate whether each purchaser is a qualified buyer under Section 10.1(1) of the Code. Banco De Oro EPCI Bank, Philippines 18/F South Tower, 7899 Makati Ave., Makati City, Philippines Bank of the Philippine Islands, Philippines 6/F BPI Building, Ayala Avenue corner Paseo de Roxas, Makati City, Philippines Security Bank Corporation, Philippines 3/F Security Bank Centre, 6776 Ayala Avenue, Makati City, Philippines (b) Number of shares which shall be purchased/ purchased by each purchaser (c) For each purchaser, indicate whether such person is an officer, director or holder of at least 5% of any class of equity shares of the issuer (d) Indicate the class, number, and percentage of all shares of the issuer already owned by each purchaser Union Bank of the Philippines, Philippines Union Bank Plaza, Meralco Avenue corner Onyx and Sapphire Streets, Ortigas Centre, Pasig City, Philippines None of the above indicated persons are officers, directors or holders of at least 5% of any class of equity shares of the Company 7. Exhibits In addition to the above information, the applicant hereby submits with this Notice/Application the following documents: Offering Circular dated 30 September Filing Fees This notice with an application for confirmation of availability of an exemption under SRC Rule 10.1 of the Code has been submitted along with the payment of the prescribed fee in the amount of under O.R. No.. (Fill this up if applicable only) 3

Vista Land & Lifescapes, Inc.: Consent Solicitation Exercise of a Subsidiary s Dollar Notes Issued

Vista Land & Lifescapes, Inc.: Consent Solicitation Exercise of a Subsidiary s Dollar Notes Issued January 10, 2018 PHILIPPINE STOCK EXCHANGE 3 rd Floor, Tower One and Exchange Plaza Ayala Triangle, Ayala Ave., Makati City Attention: Mr. Jose Valeriano B. Zuño III OIC Head, Disclosure Department PHILIPPINE